Level of Consent Specified in Articles of Organization Sample Clauses

Level of Consent Specified in Articles of Organization. To what extent could the Articles of Organization vary the presumed requirement for unanimous consent? It should be noted that under the definition of operating agreement found in the Montana Limited Liability Company Act, it would appear that some point there be unanimous consent as to the terms and provisions of an operating agreement, since the terms and conditions of an operating agreement states that it is binding upon all of the members. It maybe contemplated that the Articles of Organization could include a provision regarding the operating agreement and the level of consent required to adopt the operating agreement. Any provision not inconsistent with law may be included in the Articles of Organization.18 Presumably, this would include a provision regarding the voting or the level of consent required to adopt an operating agreement that would be binding upon all of the members. Query: how far such a provision may be taken. By agreeing to contribute property to and become a member of a LLC, presumably a member would be consenting to the Articles of Organization and thereby could be considered to consent to the provision therein setting forth a less-than-unanimous requirement for adoption of an operating agreement . At any rate, the provisions under Montana law are not iron-clad as to the consent required to adopt an operating agreement, but this is an issue that only rarely will arise with 18 35-8-202 (1)(g), M.C.A. closely-held LLCs because members will consent to the original operating agreement unanimously.
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Related to Level of Consent Specified in Articles of Organization

  • Articles of Organization This Company is organized pursuant to the provisions of the COLORADO LIMITED LIABILITY COMPANY ACT (the “Act”, codified in Colorado Revised Statues §7-80-100 et seq. as it may be amended from time to time) and pursuant to Articles of Organization filed with the Secretary of State on January 24, 2014. The rights and obligations of the Company and the Members shall be provided in this Operating Agreement.

  • Modification of Organizational Documents Not permit the charter, by-laws or other organizational documents of any Loan Party to be amended or modified in any way which could reasonably be expected to materially adversely affect the interests of the Lenders.

  • Amendment of Organizational Documents The Borrower will not, or will permit any Restricted Subsidiary to, amend, modify or waive any of its rights under its articles or certificate of incorporation, by-laws or other organizational documents, in either case, to the extent such amendment, modification or waiver would be adverse in any material respect to the rights or interests of the Lenders hereunder or under any other Loan Document.

  • Modifications of Organizational Documents The Parent and the Borrower shall not, and shall not permit any Loan Party or other Subsidiary to, amend, supplement, restate or otherwise modify its articles or certificate of incorporation, by-laws, operating agreement, declaration of trust, partnership agreement or other applicable organizational document if such amendment, supplement, restatement or other modification could reasonably be expected to have a Material Adverse Effect.

  • Certified Copies of Organizational Documents The Agent shall have received from each Borrower a copy, certified as of a recent date by the appropriate officer of each State in which such Person is organized and in which the Eligible Real Estate Assets are located and a duly authorized officer, partner or member of such Person, as applicable, to be true and complete, of the partnership agreement, corporate charter or operating agreement and/or other organizational agreements of such Borrower, as applicable, and its qualification to do business, as applicable, as in effect on such date of certification.

  • Notice of Organizational Change Grantee will submit notice to the SUD email box, XxxxxxxxxXxxxx.Xxxxxxxxx@xxxx.xxxxx.xx.xx and Substance Use Xxxxxxxx@xxxx.xxxxx.xx.xx within ten (10) business days of any change to Xxxxxxx's name, contact information, organizational structure, such as merger, acquisition, or change in form of business, legal standing, or authority to do business in Texas.

  • Certificate of Merger or Conversion Upon the required approval by the Manager of a Merger Agreement or a Plan of Conversion, as the case may be, a certificate of merger or certificate of conversion, as applicable, shall be executed and filed with the Secretary of State of the State of Delaware in conformity with the requirements of the Delaware Act.

  • Organization Documents; Fiscal Year; Legal Name, State of Formation and Form of Entity (a) Amend, modify or change its Organization Documents in a manner adverse to the Lenders. (b) Change its fiscal year. (c) Without providing ten (10) days prior written notice to the Administrative Agent, change its name, state of formation or form of organization.

  • Articles of Merger The Parties agree that, as soon as practicable after satisfaction of all conditions to the Merger, they will jointly file executed Articles of Merger with the Department and make all other filings or recordings required by Maryland law in connection with the Merger.

  • Delivery of Organizational Documents On or before the Closing Date, Borrower shall deliver or cause to be delivered to Lender copies certified by Borrower of all organizational documentation related to Borrower and/or the formation, structure, existence, good standing and/or qualification to do business, as Lender may request in its sole discretion, including, without limitation, good standing certificates, qualifications to do business in the appropriate jurisdictions, resolutions authorizing the entering into of the Loan and incumbency certificates as may be requested by Lender.

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